GILLS
by CyclopsWasRight
Summary: After waking up in a Weapon X facility with mysterious powers, a young mutant goes on an adventure to learn more about his new abilities and his place in the Marvel universe, all while dealing with strange and familiar enemies trying to take him - and all of mutantkind - out.
1. Act I: Weapon X (Part 1)

Brett Bolton woke up with a jolt, only to be restrained back into place. He lurched forward again, wriggling to get free, but the strong polyester straps around both wrists and ankles made it hard to even do that. He stopped panicking for a second to observe his surroundings: he was tied down to a large bed in the middle of a dim, white, windowless room. There was a small sink and mirror at the other end of the room by the door, and adjacent to the bed was a large shelf with cabinets. Some medical supplies was sitting out on it, like it had been used recently.

A computer was on a desk next to the bed, along with a metal stool, not unlike the one he sat on every day in his chemistry class. In fact, the last thing Brett remembered was sitting in chemistry class. But he didn't dwell on that curiosity for too long, as the strong smell of disinfectant finally hit him, reaffirming his suspicion that he was in a hospital. He attempted to move his arms and legs again, tugging on the straps. Although weak and drowsy, he _felt_ healthy, what could've happened? And even if he did hurt himself, why was he restrained and in the most dull and ominous room in the building? Something was up and it definitely wasn't good.

Brett started moving more again, trying to squeeze out of the belts on each limb. He tossed and turned, almost rhythmically. He shot his pelvis into the air and back down in defeat. He did it over and over as quietly as possible, as whoever restrained him and put him in that institution in the first place _probably_ wouldn't appreciate him trying to break free or even question what's going on. Brett stopped his flailing for a couple seconds to build up his strength again. The floundering tired him out really quickly, _what were they doing to him in this place?_ Brett took a deep breath, staring up at the off-white ceiling tiles, letting his head sink deeper into his pillow. He suddenly jerked up with all of his strength, ripping his left wrist restraint clean off.

He quickly undid the other harnesses holding him down and crawled towards the edge of the bed. Mid-crawl, he noticed he had a small plastic tube sticking out of his stomach, attached to a bag hanging from a stand next to the bed. He winced and pulled it out, noticing a greyish mush seeping out of it. It was a feeding tube, _how long was he out for?_ The teenager then attempted to sneak down but instead flopped onto the floor with a sickening _thump._ He was feeling weaker by the second, and he didn't want to get caught like that.

Brett used the stool to help himself up. He could see his legs wobbling a tremendous amount under his hospital gown, like he hadn't walked in weeks. He attempted to stand on his own but fell over again, making more noise as he hit the floor. Not wanting to attract any attention, Brett crawled along the floor over to the sink, which he grabbed onto to regain his footing once again. Brett felt lightheaded from standing up too quickly, but he fought the urge to pass out. His vision became blurry, and he tilted his head down to regain his senses. When he looked up at the mirror and opened his eyes, Brett saw a face that wasn't his.

The creature in the mirror had a rounded, yet slender face with pale blue skin. Two small fins protruded from where it looked like its ears should be, and one slightly larger fin extended from the top of its forehead to the nape of its neck, looking like an amphibian mohawk with a widow's peak. The blue of its skin got darker around its facial features and on the lines of cartilage leading up to and on its fins, creating a basic design of lines across its face, like a kind of tribal face paint. The creature didn't have a nose, but just two slits where it would be, giving it a stereotypical alien-like appearance. Its lips were the same color as its skin and its teeth were small, sharp, and pointy, only apparent when it opened its mouth while breathing. The monster's eyes were its most apparent feature, as they were large, round, and neon green, almost appearing to glow in the poorly-lit room. The pupils filled up most of its eyes, and while they were a deep black, they still seemed to have a tint of green to them. It then blinked, revealing transparent eyelids that quickly moisturized its eyes.

Brett didn't want to believe that he was the horrible creature that he saw, but he couldn't think of any excuses. The only emotions he felt were confusion and curiosity, he felt like he was in a fever dream. However, the more he studied himself, the more that reality sank in, the more panicked he got. He slowly tilted his head from left to right, examining his features in depth. Brett tilted his head up, noticing four large gashes along each side of his neck, _gills._ He brushed his hand past them and then went to looking at his hand itself, twirling and moving his fingers around like he had never used them before. His hand was the same dull blue as the rest of him, with webbing between each finger. Each fingernail was also blue, as well as sharp, like claws. Brett followed the darker blue cartilage lines down from the back of his hand to his forearm, where a sail-shaped fin projected from it. Looking down, his toes were also webbed and he had similar fins on his calves, the dark blue lines still creating a road map across his body. He got close to hyperventilating at this point, but the door's clicking made his heart skip a beat.

A large man wearing scrubs swung the door open, holding a metal tray with a syringe on it in his other, gloved, hand. He snickered, "Hey fish food, time for your shots," saying his last word rather defeated upon noticing Brett standing right next to him at the sink. "How the hell did you wake up?"

Using the technician's confusion to his advantage, Brett let his fight or flight response kick in and immediately punched the man in the stomach as hard as he could. It was like he could feel the adrenaline pumping through his veins. The technician fell to the floor and slid, which was rather impressive considering how weak Brett felt. The man screamed something into his earpiece and tried to get up as Brett scrambled across the floor to the fallen tray. He grabbed the syringe and plunged it into the man's hand. The man went limp and started to spasm, seemingly falling asleep in a matter of seconds. _A drug-induced coma,_ Brett thought. Suddenly, sirens started to blare and the lights went out, only the red light from the alarms lighting up the room and hallway. Brett looked back over at the comatose technician before sprinting and down the winding hallway, hopefully towards his freedom and _answers._

* * *

 _AUTHOR'S NOTE_

Hello! This is the first fanfic I've ever written, and I hope everyone reading this enjoys it! Feel free to write a review leaving criticism, advice, or even just a little message saying how much you've liked it.

I'm honestly not super familiar with the X-Men side of the Marvel universe, but I think I know _enough_ to write a decent fanfic about them. I just love the whole concept of mutants, their persecution, and all of the other themes of the series. Expect to see a whole lot of Sentinels in the future of this series.

I'd also like to mention that this takes place in the Marvel universe featured in the Spectacular Spider-Man and Amazing Hunter fanfics by DiligentWriter and Bleedgreen99 respectively. However, this story will stay independent for the first couple chapters as Brett tries to put together his new life and figure out what the hell is going on. So don't expect him to fight alongside Spider-Man just yet, but it _will_ happen. Eventually. At some point.


	2. Weapon X (Part 2)

The adrenaline was the only thing keeping Brett going. After being in a coma for _who-knows-how-long,_ he had to literally run for his life.

Brett was in so much pain that he actually felt _dull._ His eyes were extra sensitive to the flashing red emergency lights, not just because of being asleep for so long but because he now had hypersensitive _fish eyes._ He hadn't even _stood_ on his legs in a while, let alone _sprint_ on them. The blaring sirens drowned out his hearing. Oh, and it didn't help that he was still in shock from realizing that he was _some kind of freak_ now.

He started slowing down after rounding _yet another_ corner. _God, the entire building looked exactly the same, it was like a labyrinth of sterile white hallways with a door or window every now and then._ Glancing over his shoulder while running by yet another window, Brett realized that escaping through them wouldn't be an option as he was _several stories above a city._ However, he stopped being concerned with his orienteering skills as soon as he bumped into the firing squad marching down the hallway. It was a group of five or six huge men decked out in grey and black body armor like a SWAT team. Each one of them pointed their assault rifles directly at the terrified fish-boy, their leader shouting "SUBJECT OUT OF CONTAINMENT FOUND" into a walkie-talkie on his chest, followed up by "PERMISSION TO OPEN FIRE?"

Brett didn't want to hear what was next. He let his instincts take over and threw himself into the door right next to him. As the sound of gunfire ricocheted off the wall outside, he found himself trapped in a large drug storage room, lined with rows of freezers storing all sorts of beakers and bottles, like a library for painkiller addicts. Brett pressed himself against a freezer at the end of the aisle as soon as he heard the guards step inside. He had no idea what to do, there was no way out of this except to hope they wouldn't search _every_ corner of the room.

Brett stayed squeezed against the side of the freezer, staring at the wall, feeling his heart beat ninety times for each step each soldier took. As he overheard the radio chatter, he visualized them walking down every aisle, prodding around with their rifles. He was going to die here, hunted down like an animal. Brett never really thought about his death before, he always just assumed he would die of old age surrounded by family and friends like most good people seem to do. But that would happen anymore, not after going through this _transformation._ Fish don't die in loving arms, they die en masse on fishing boats and on riverbeds, thrown into coolers to be cut up later. Is that what they would do to him? Kill him and then keeping dissecting him over and over before just throwing him out?

Brett snapped out of his horrible thoughts when he saw a soldier get to the end of his aisle. His heart stopped beating and he was too afraid to even glance at him. The soldier hastily looked around the corner, scanning the area with his eyes. Brett started to think his final thoughts when the soldier looked _right at him,_ making eye contact. He moved in closer to get a better look, the pair's faces couldn't have been more than a foot apart. Brett wanted to scream, but the sound just physically wouldn't come out. However, instead of shouting more military jargon to his walkie-talkie and shooting him in the stomach, the soldier simply wiped his eyes under his clear visor and walked away, yelling something to the other guards. Brett heard them all march out and he felt the greatest sigh of relief in his entire life. What even happened?

He pushed himself off of the freezer's side and noticing something odd. _He couldn't see himself._ It was like he was watching the world through a floating camera's lens, not his own eyes. He could still feel his body, he just couldn't see it. But when he moved, the air seemed to shimmer where his body was supposed to be. After another dozen seconds or so, his body slowly started to fade back into existence, he looked at his arms, which were no longer blue or invisible, but a metallic grey. In fact, the exact same shade and tone of the side of the freezer. Brett pressed his hand up against the side to make sure.

After spending a few minutes making sure he was alone in the room for good, Brett's skin started to fade from grey to blue. So, he could camouflage himself to the point of invisibility. What other powers did this _change_ give him? But that didn't matter then, what mattered was _getting out_ while there were guards patrolling the hallways looking for him. He suddenly got the most cliched idea ever: he could climb through the _air vents._ That is, if there were any. But Brett was in luck, as there was a grate right above one of the freezers in the middle of the room. Brett walked over to it and hoisted himself on top of it, giving him enough room to squat down between the top of it and the ceiling. Seeing as he had _some sort_ of enhanced strength, he ripped the grate off with very little effort and climbed in.

 _Die Hard_ made it look easy. The vent was hot, dark, and most importantly, cramped. Brett's fins didn't help with the narrow space either, but at least his new eyes gave him some primitive night vision. He slithered through the vents, having no idea where he was going. He occasionally climbed over a grate, but every time it was either above soldiers in a hallway, an empty hospital room, or another supply room. The winding turns didn't help either, it was very tough for Brett to make sure he wasn't getting lost.

Eventually, he climbed above a grate where through it, he could see a door with the words "EMERGENCY STAIRS" written on it. Brett didn't hear anything, so he decided to take his chances. He punched the grate clean off and slithered down, almost falling right on his face. Breaking the fall with his arms made a loud sound, but no one seemed to be patrolling that corridor. It was suspicious, but Brett couldn't be picky in a life-or-death situation.

He slowly opened the stair door, which made a loud, stomach-churning squeaking noise. He peeked down the winding staircases, and there wasn't anyone down there either. Brett fully walked into the room and let the door close behind him before quickly walking down the stairs. His bare, webbed feet made a _pat, pat, pat_ sound each time he slapped them down on the next concrete stair.

After way too many flights of stairs, Brett was finally on the ground floor. He was got extremely ecstatic as he stared at the door ahead of him, labelled "LOBBY ENTRANCE." However, he was still as cautious and nervous as ever, one experience that close to death was too much for him already. He vigilantly and slowly opened the door, peeking his head out to check for guards. His heart skipped a couple beats when he saw the line of a dozen armored guards pointing their guns right at him, like they knew exactly where he would be.

Behind the line stood a tall, bespectacled man wearing a lab coat. His head was bald, but he had a thick, white beard. Standing right beside him was a small, pale, girl with long dark hair. She looked completely fearless and stared right into Brett's eyes, like she was examining his soul. The line of guards parted and the pair walked up in front of them.

"Don't be afraid, son," the scientist said, "come on in."

* * *

 _AUTHOR'S NOTE_

Now the story is getting somewhere. Sorry if this wasn't the most exciting chapter, but I needed to get it out of the way. Brett needs to escape from the facility _somehow._ This will be very important for the story to come. But trust me, the next chapter will answer a couple questions and be _EXTREMELY_ action-packed.


	3. Weapon X (Part 3)

Brett realized that he was going to die anyways, so wanted to go down at least _pretending_ to _be_ brave. He stepped into the hospital's lobby and let the stair door close behind him. The lights were on and the sirens weren't blaring, _what a relief._ The bearded doctor and pale, dark-haired girl continued to stare him down, which honestly made him more nervous than the line of soldiers behind them. With his false bravado, Brett made eye contact with the Doctor and sternly said "WHY. AM I. HERE."

He found it weird to hear himself speak, he hadn't said anything since he woke up. The Bearded Doctor was about to say something, but stopped himself. He then started again, "Oh, what the hell, I might as well tell you," sounding sarcastically carefree. "You're a mutant, but you've probably figured that out by now."

The thought of being a mutant never even crossed Brett's mind. He'd heard about them on the news before, but it's not like he ever met one. It was relieving to hear that _those people_ didn't do anything to him, but almost just as troubling to hear that his condition was _genetic._ This _fish-thing_ was lurking inside of his genes since his birth, just waiting to pop out eventually.

The scientist continued. "I just flipped through the files we have on you. Apparently you had an incident in school were you just stopped breathing and passed out. Your _gills_ were the first of your mutant abilities to manifest, and the rest shortly followed. You were helped out by EMTs, who were very much untrained to handle the situation of emerging mutant powers. My men arrived on the scene shortly after and transferred you from your hospital to a training facility for my _program_ here."

Brett had no memories of this at all, assuming that they cut off after he stopped breathing. He intently listened, keeping eye contact but occasionally glancing back over to the pale girl. Brett cut in, "So, I'm some kind of super soldier now? A mutant soldier?"

The Bearded Doctor sneered, "Heavens, no. We tried to make a weapon out of you, but we failed. Your abilities just aren't up to par with what we expect from this _weapons_ program. We gave you a drug to simulate a coma and transferred you to this hospital, where we could keep you contained, reapply the coma drug every two weeks, and harvest genetic material for other experiments, should we need it. You and the dozens of other mutants unfit for our program, that is. This is a hospice, not a training facility. Your abilities are a complete waste of what your X gene could've given you."

Brett went from angry to defeated. He wasn't a freak with extraordinary abilities, he was just a freak.

 _"However,"_ the Doctor continued, "an hour ago I was alerted that one of our coma mutants had woken up _somehow._ Did your willpower overpower the drug, or did it simply wear off slightly too early? Either way, it doesn't matter. My team here tracked you down and cornered you, but it seems your X gene has a couple more tricks up it's sleeve."

Brett was shocked, "How did y-"

"What? Just because we're experimenting on mutants doesn't mean we can't have them on the payroll. Some agree with our cause." The Bearded Doctor turned and pointed to a guard from the line. Brett recognized him immediately, it was the guard who stared him down while he was invisible in the drug storage room. "He's a low-powered telepath, he knew where you were the entire time."

"Then why keep me alive? Why are you telling me all of this in the first place?"

"In a coincidence, both of us were here in this facility already." He gestured to the girl beside him, still staring at Brett. "She hadn't left the training room until today, she hasn't killed anything that _fought back_ yet. I was going to pick a mutant that she could fight, a lamb for the slaughter, and then you woke up and showed off some pretty impressive new abilities. You certainly didn't pull that vanishing act before, what other secrets are you hiding? And we can't put you back in the _Weapon X program_ after having the coma drug in your system for that long. So, we simply lured you here for her. And why am I telling you all of this? I'm not _inhumane,_ you at least deserve to know why you're dying. You're helping advance our _program_ , be proud."

Brett felt terrified, he could feel his heart racing a mile every second. What kind of abilities was she concealing? What did this _Weapon X program_ churn out?

"As for me, I have a helicopter on the roof to catch. I don't want to be around when she kills you, it'll get pretty messy. And she knows how to make her way back to the base, don't worry about her."

The armed guards walked in line past Brett and up the stairs. The Bearded Doctor followed and the girl stayed. Before walking through the door, he turned around a pulled a small metal object out of his lab coat pocket. It was spherical and had a button on the side. "Almost forgot this," he said before pressing the button and rolling it across the floor. He closed the door and followed the guards upstairs as the grenade started spitting out a light green gas.

Brett started to think and panic about what it could be, but the girl then did something completely new, she _spoke._

"I'm sorry," she softly whispered, with a tinge of compassion in her voice. As the gas spread towards her, her apologetic and sad face twisted into a snarl. Brett had no time to react before she extended two long, metal claws from each hand and lunged at him like an animal.

* * *

 _AUTHOR'S NOTE_

Ok, so maybe I might've lied about this being a really exciting chapter. I didn't realize quite how much exposition I needed to write to get the point across. But hey, there's no way the next chapter CAN'T be exciting now. I'm sure that many of you recognize what character the mysterious girl is supposed to be, so you should definitely be excited. I'm planning to make her a fairly big part of the story to come.

As I said before, feel free to leave a review saying how much you love/hate this story. I love hearing what other people think of my work.


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